Online Declaration Form

ONLINE DECLARATION FORM

Recitals

WHEREAS, this Online Declaration Form (the "Declaration") is executed on the date indicated below and records the representations, commitments, and basic business terms agreed between the parties; and

WHEREAS, the parties identified below have engaged in preliminary discussions concerning services and deliverables to be provided electronically and wish to reduce to writing the scope, payment terms, confidentiality obligations, and applicable governing law; and

WHEREAS, the parties intend that this Declaration serve as the controlling written agreement for the limited matters set forth herein until a more detailed agreement is executed or this Declaration is terminated in accordance with its terms.

Parties and Effective Date

Effective Date:

Declaration and Certifications

The undersigned Declarant hereby declares and certifies that the information provided in this Declaration is true, complete and accurate to the best of Declarant's knowledge. Declarant further certifies that it has authority to enter into this Declaration and to bind the entity identified above.

I affirm under penalty of law that the statements in this Declaration are correct and that I will comply with the terms set forth herein during the term of the Declaration.

Individual Corporation Limited Liability Company Other

Scope of Work

Description of services, deliverables, and milestones to be performed under this Declaration. Provide sufficient detail so that the parties have a mutual and enforceable understanding of obligations.

Payment Terms

Total Amount Payable: $

Late Payment Fee: on overdue balances, calculated monthly.

Term and Termination

This Declaration commences on and continues until , unless earlier terminated in accordance with this section.

Either party may terminate this Declaration for convenience by providing written notice at least days prior to the intended termination date. Material breach that is not cured within thirty (30) days after receipt of written notice entitles the non-breaching party to terminate immediately.

Confidentiality

Each party shall maintain in confidence all non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Confidential Information shall not include information that: (a) is or becomes publicly known without breach of this Declaration; (b) was rightfully known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is rightfully obtained from a third party without restriction and without breach of any obligation to the disclosing party.

Each party shall use Confidential Information solely to perform its obligations under this Declaration and shall not disclose Confidential Information except to employees, contractors, or advisors who have a need to know and who are bound by confidentiality obligations at least as protective as those set forth herein.

Governing Law

This Declaration shall be governed by and construed in accordance with the laws of the jurisdiction of , without regard to conflict of law principles.

Entire Agreement

This Declaration constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether oral or written, relating to that subject matter. Amendments to this Declaration must be in writing and signed by authorized representatives of both parties.

Representations and Signatory Authority

Each person signing below represents and warrants that they are an authorized representative of the party for which they sign and that their signature binds that party to this Declaration.

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